The Real Story of The Storm-Phoenix
by OrEoRoLo
Summary: Ororo Munroe now and forever yeilds the Phoenix. A story of sacrafice, lost, blood, and love. The X-Men must face their ultimate test. Fighting not only for themselves, and the World they live in, but also, the friend, sister, and lover that has always fought alongside them. Ororo must make the hardest decision of her life, and no matter what the opposition, it will change her!
1. One Evil For Another

Disclaimer: I do not own the X-Men, Marvel does.

Authors Note: The Phoenix Saga has always fascinated me, and the fact that it chose Jean as a host fascinated me too. When I read a 'What if' issue on Storm possessing the Phoenix, that did it for me. I wanted to write a story about Ororo and the Phoenix force, and all the manifestations that she would go through wielding it. I hope I have some of these facts right for all of you Phoenix fans, I did my best. I am researching every aspect of the Phoenix force, and am trying to translate that information to this story. I Hope you enjoy!

Chapter One

One Evil For Another

Every life has a purpose, a destiny that is chosen for them at birth. Rather it be accepted or denied, makes no difference. We all must face our own fate, as I am now facing mine. In this moment, I am the force of the world around me, the universe consuming me. With the flick of my wrist, flashes of lightning or burst of flame, the clock ticks against me. I dread this world, what was once beautiful, and bountiful by the ways of the land, is now a fest pool of blood and life loss, life I have taken away. The agonizing pain in knowing that I take immense pleasure from others pain, and have very little remorse makes me feel soulless. Is it really me? Am I truly this evil? Still, I hold so many lives in my hands, both with the power of good and evil, but are controlled by a mind with conscious evil, evil I have no control over. I have never felt so caged in all my life. I would rather live through the death of my parents and abundance of rubble covering my child sized body a thousand times over than this hell I live now. I must choose a side to reign, and I battle with finding the good that once held my heart. Why did I allow them to talk me into sacrificing myself for her? Although, she is and forever will be my best friend, my sister, I hastily put myself in her shoes, only making the situation worst. I only did it…because…He asked me. Had it not been for Him, I would have never done this. No one woman, person, is worth the entire damnation of the world, and yet I have made the ultimate sacrifice. He now looks to me, heart weakened, and eyes open. He now knows, the love I once had for him, he figured it one moment too late. There is very little in my life I regret, this is a repentance I wish I could undo, and I would walk through the fiery pits of hell to change it. A wishful dream, soon dispelled by reality, my reality.

Everything has a purpose, but what purpose does this serve? Death, or life, a proposition rarely challenged. I am the world last, and only hope, and their redemption shows no purpose. As much as I am their savior, I am also the condemner. I am the evil master to this land, delivering my deadly lashing to the backside of this Earth, and soon the universe. Now, it is my life being taken away. Rather I choose to allow life to live, or take it all away; my fate has already been ordained. A selfish need is washing over every bone on my body. The need to live, no matter the cost, my work is not done here. I have so much I still need to do, need to experience…children, matrimony. All of that no longer matters…my time has come…to it's end.

"Forgive me Logan" she whispered before closing her eyes, for the last time.

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She hovered above them, clad in only the skin she was born in, engulfed in a beautiful presentation of flames; her thigh grazing hair blew about like white ribbons of silk, also engulfed in infernos. She was undoubtedly the most beautiful being they have ever seen, but with that admiration came a bone chilling fear that stole the color from their skin. What have they done? Were they so selfish that they would sacrifice one teammate to save another? Once again, Scott Summers has led the team to oppose on a selfish act in order to save the one woman he loves. Unfortunately, they only traded one evil for another, a much worse evil. She was judgment, to **BURN** away the absolute. She is now the spark of all creation, but she is also the **FLAME** that can consume it all. Always being linked to the universe, Ororo Munroe has become an existence in all realities of the omniverse.

"Scott, what have we done?" Jean asked, secured in the arms of her love. Ororo eyed every one of her teammates, a smile etched across her beautiful face. She descended to them, gracefully planting her petite feet on the Earth that now reverenced her, the consuming flames dying away, completley. She sauntered over to them, the entity that now possessed her, making her even more seductive as she swayed her glorious hips from side to side with each step. Eyeing them all, she stopped in front of Cyclops, Scott Summers, awaiting the challenge that was slipping from his lips.

"Stay away from her!" He demanded, shielding Jean from Ororo.

"Ah, you senseless, selfish man. Now, what makes you think, that after being in this body, that I would want to even consider taking Jean Grey back?" She asked looking quickly to Jean, then back to Scott. "If I wanted Jean, I would have her" Scott grits his teeth, his anger boiling to the very visible surface. "Ororo is a child of the Earth, the universe, with the means to bend them at her fingertips" She looked at her hand, then back at the X-Men. "I have over looked this earthly being. Alone, her strength is vast, but together, we are inexorable" she finished, her milky eyes now flaming over with power.

"Why do you need her? You've lived all this time without Storm or Jean?" Jubilee said, running to the front of the group.

Ororo cupped the younger woman's face with one hand and spoke, as she chuckled at the audacity of the young mutant.

"If I recall, you fools called me to her, to save Jean" Ororo roughly released Jubilee's face, waving her off. "You humans did this. I suppose…I owe you my gratitude" she said mockingly. "I have told you, I will not return to the cold dead realms of space again!" She said as she brought her arms forward, as if she were reaching out to them. "I have the power to create, and the power to destroy" She created a beautiful flaming flower, and in that same hand, she destroyed it. "I have the power beyond the isolation of good and evil. The power only God can experience, that power is now mine!"

"Storm" Logan whispered. She snapped her head to him, and smiled sinisterly.

Logan ran to Ororo, a sickness coating his stomach.

"Storm, please" He begged, reaching for her.

She used her power to grab Logan, an unforeseen force strong enough to bring him to her effortlessly. Logan struggled against Ororo's hold, gaining a chuckle from her,

"Your meaningless struggle amuses me" she said with a smile. "You are wasting my time. You have provided me with enough annoyance and frustration" Ororo easily tossed Logan to the remaining X-Men, mock satisfaction playing at her features. She extends her hands, causing the Earth to shake and separate beneath them into nothing but fissures and gravel. The once solid foundation was now pathetic; a trick Ororo thought would be comedic to show. She then conjured up enough force to attack the X-Men, stunning them briefly. She wanted them aware, but unable to fight. Her evil chuckle could be heard through the ears of all the X-Men, as her body strengthened and a flame once more overcame her.

" Here me X-Men, and here me well" Her once softly accented voice, now boomed with power as the entity consumed all that was left of her. "Ororo Munroe is no more. I am eternal made flesh, fire and blood. I am Phoenix!" The mythical bird embraced Ororo, spreading its wings and taking flight. She enveloped herself with her wings, and disappeared, and with her desertion, the Earth once more calmed.

The X-Men began gathering themselves, some slower than others.

"We must go after her" Jean said trying to gather herself, but was quickly stopped by Cyclops.

"No Jean! You stay behind" Cyclops voice sent Gambit over the edge. 'How dare 'dis son of o' bitch demand shit?' Gambit walked over to Cyclops, contemplating what spots would affect him the most. Gambit punched Scott in the gut, driving his fist deep into his abdomen, taking Cyclops' breath away.

"Y' son of o' bitch!" Gambit yelled, standing over the curdling Cyclops. "Look at what we done! We created a helluva mess. For what? Ta save y' precious red head" Gambit said looking at Jean Grey with disgust. "As long as Jean is alive , right? Y' threw Stormy ta da wolves" Gambit spat at Cyclops, pure hatred running through his veins.

"Stop it! Both of you!" Rogue demanded. "Now, is not the time to fight!" she said glaring at Gambit.

"Fuck dat!" He yelled.

"She's right Gumbo. We gotta fix this" Logan said, walking up to the rest of the group.

" 'Y no betta den him" Gambit said pointing from Wolverine to Cyclops. " 'Y wanted Jean alive too Wolverine"

"You didn't?" Cyclops asked coughing, struggling to get precious air back into his lungs. Gambit sighed, running his sweaty palms along his chiseled jaw.

"O' course I wanted her alive, but not if it meant Stormy's life, ain't worth it" Gambit said honestly. " 'Y two selfish boys, fightin' ova' da same woman, don't care 'bout nothin' but y' selves and Jean. MY precious Stormy is out dere, out her fuckin' mind 'cause o' dis Phoenix. How we 'sposed ta stop her? Kill her?" Red on black eyes met steel grey eyes briefly before continuing. "She did dis for Wolverine" he paused, catching his tears before they threatened to fall. " I swear, if she…we..get outta dis alive, Stormy and I are leavin' da team, for good " Gambit declared lighting a cigarette and walking away.

Jean felt responsible for all of this, if she only kept the Phoenix at bay, if she only could have fought long enough to talk some sense into Scott and Logan. What had they done? Cyclops stared after Gambit, biting down on his teeth so hard, his jaw began to protrude, clearly, Gambit hit a sore spot. Wolverine looked to be controlling a fit of rage, begging to be released to the surface. Regretting decisions now, wouldn't bring Ororo back. Jean had to make this right, no matter the cost, Ororo didn't deserve this.

"Enough of the blame game, we must go to Ororo. We must get to her, while she still has a glimpse of herself left, before the Phoenix locks away every bit of her self-consciousness, then it will be too late" Jean said, snapping everyone out of their self-pity.

"How?" Jubilee asked insecurely. "We weren't strong enough to fight you as Phoenix, we definitely can't dream taking on Storm as Phoenix"

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Jean still felt connected to the Phoenix; she could still feel the emotionless twinge pull at her being. She sat in the war room with the rest of her team, in her old uniform, her blood red hair gently tumbled around her shoulders and down her back. She couldn't focus; thinking about Ororo was all she could do, and silently praying to God that they could save her. The Phoenix is a selfish, emotionless, unpredictable entity, and those same characteristics began to take on the identity of the host, the longer the Phoenix possessed it. Jean knew what it felt to be insane, to forget who you really were, and lose all of yourself in something that had no pulse, no heartbeat, and was as cold as the contradicting frosty glaciers that consumed it's flaming black whole of a heart. Jean knew what it meant to know the need of self-sacrifice, and although Ororo has risked her life for her and she for Ororo on many occasions, this was different circumstances. This was NOT sacrifice, more like eternal damnation.

Jean knew, the only way to save Ororo, was for her to save herself. The only one strong enough to save Ororo is Ororo, all the X-Men could do, is help her. The Professor went on and on, about the history of Phoenix, but it was all text book, no facts.

"Professor, with all due respect, but, those scholars don't understand the Phoenix like I do, and now Ororo" Jean stated boldly, standing to walk to the front of the room, gaining everyone's attention. Scott watched his fiancé' closely, wondering where she was going with this.

"The Phoenix is not just about resurrection. It's also about power, greed, depletion, it depends on it's telepathic link, and universal link"

"But, Ororo's powers won't work out in space, so there is no universal link" Jubilee said prematurely. Jean shook her head, a smirk playing at the corners of her mouth.

"You underestimate Ororo. She uses electromagnetic fields as a SOURCE. Electromagnetic fields exist all over, no matter how small, they are all around us, and she possesses the power to control them. Ororo can do something as simple as creating a rain cloud to water her plants, to taking the very air from your lungs. She is far more powerful than we have given her credit. That is partly why the Phoenix chose her. Ororo also has a very strong will, she can withstand the power of many telepaths, including Professor, and I. She has omega level potential, potential she has yet to tap into, that is until now. She has so many tools the Phoenix finds useful, she was an easy offer to the Phoenix, the answer was chosen before you even presented her up to it." Jean stated matter factly.

"Then how are we supposed to stop her?" Rouge asked wearily. The more Jean informed her, the more nervous she became, this almost seemed impossible.

"Well, we can't" The Professor was going to object before Jean held up her hand and continued. "Ororo has to do this, she has to find the will to survive"

"How can we expect her to do that, when you couldn't?" Wolverine asked boldly. Jean was taken back by the question, and almost didn't want to answer.

"Jean did have the strength; she's here, isn't she?" Scott chimed in, defending his love.

"She's here 'cause of Stormy, give credit to de' right person mon ami" Gambit stated shuffling his cards.

"It wasn't about strength with Jean" Professor interrupted. "It was a question of sanity and urgency. Jean made the best decisions she could at the time, even when it meant her life" He looked to Jean, the memory causing his emotions to be exposed, and then quickly pushing them back. "With that time, she has learned and adapted to the Phoenix. I took her spirit to survive, and as she said, it will take Ororo's spirit to want to live, for her to survive"

"Her spirit?" Gambit threw his chair back as he stood to his feet. "She ain't got no spirit now!" Cyclops stood up also, frustrated with Gambit's outburst, although he understood his anger. He wished Gambit would control himself long enough to help them with this.

"We must stop this fighting!" Jean shouted. She hadn't expected her emotions to take the best of her, but she couldn't help the anger that was flooding her mind. "Even though Phoenix doesn't understand emotion, it feeds on misery and anger, pulsating from it. We must go into battle on the same page, and with a clear heart, otherwise we might as will dig Ororo's grave" Jean slammed her hand on the table, he ruby red hair tussling around her shoulders and face. "No one, and I mean NO ONE, wants Ororo alive more than I" she shouted as a tear escaped one of her green eyes. "Had I…If I could have only…" The Professor rolled beside Jean, grabbing her hand tenderly. "I cannot, and will not live with myself if she doesn't survive this, so failure is NOT AN OPTION!" Jean stomped over to sliding double doors of the war room, and turned back to her broken team. "I don't know what it will take, but you people resolve your issues now. You have one hour" she left the room, leaving the team behind.

"Jean is right. Pull yourselves together my X-Men. This is about more than your hurt feelings, and selfish desires. We fight for mutant equalities, yes, but we fight for one another harder than we fight for anything else. Ororo is indeed an invaluable member, and child of mine, and like with Jean, I will be with you on the battlefield. Remember why you are on this team, and then remember why we are a team in the first place. There will be no deaths today, and if I must go alone I shall, but Ororo deserves a chance" Professor left the remaining X-Men in the war room. So much was running through their minds.

Logan put his head in his hands; never had he regretted anything like he regretted begging Ororo to allow the Phoenix to possess her. He would shed his heart to change this, and he WILL if it meant saving Ororo. That act of selflessness made him love Ororo more than ever, and he still didn't understand why he had asked. Although he always cared for her, today was truly a new day, and surely, a day too late.

" I just want dis ta be over" Gambit cried. It was like dropping a penny in a vacant room. His cry was sudden, unexpected, and it wrecked at everyone's heart. It was morbid, and pitiful, like a child crying for its mother. Rogue ran to him, and enveloped him in her arms, falling with him as he fell to the floor, in complete defeat. Logan covered his mouth, realization hitting him like a ton of bricks.

' The Cajun loves her' It never was a sisterly-brotherly bond for Gambit, he was in love with Ororo. Logan watched Gambit cry for only a moment before walking to him, extending his hand. Gambit's demonic eyes looked to Wolverine, and reluctantly took his hand. Rogue instantly released him as she watched the exchange. Wolverine pulled Gambit into a hug, holding his trembling head to his shoulder.

"I didn't know Gambit" Wolverine whispered in his ear. Gambit almost pushed Wolverine away, but couldn't conjure up the strength to do so. Cyclops looked away, unable to face the truth that hit Logan moments before. "I promise, we will bring her back" Gambit's limp arms wrapped around Wolverine's shoulders, squeezing him in a deathly vice grip.

"We betta mon ami" Gambit released Wolverine, wiping his face in one slow swoop. Gambit pushed his shoulder length auburn tresses away from his face, walking out of the war room to the black bird. He had enough of this, it was time to get his Stormy back! Logan looked after Gambit, smelling his pain, his anger, his anguish. Gambit was just as lost as Ororo, this had too many lives at stake. Jean was right ' Failure is not an option'. The rest of the team filed out, going to the black bird, a sense of urgency in their footsteps. As they all assembled in the black bird Kurt spoke, needing to send them off with the Ultimate Helper.

"Before you we go off, let us pray" Kitty grabbed Kurt's outstretched hand, and then stretched out her hand and Jubilee grabbed it and so on and so on until all of the X-Men were hand in hand.

"Make it quick Kurt" Bobby demanded.

"No! Make it meaningful" Kitty corrected. Kurt gave a steady nod, and began his prayer.

"Our father thou art in Heaven, hallowed be thy name, Thy kingdom come, Thy will be done on Earth as it is in Heaven. Give us this day our daily bread, and forgive us of our debts, as we also have forgiven our debtors. And, lead us not into temptation, but deliver us from evil. Amen" with that, they all said 'Amen', and with a heavy heart, Cyclops started the engine of the jet.

As they began their journey where Jean sensed Ororo, the heartbeats of the team raced against their chest. The ultimate battle was before them, and no one knew how it would end, but everyone knew how it MUST end, and prayed that this God Kurt prayed to, will show Himself and make this impossible battle won, and let it be a testimony to not just them, but everyone in the world. As they got closer to their destination, the skies became dark.

"She knows we are here" Jean said aloud.

"How do you know?" Scott asked looking to Jean.

"She told me" Jean said pointing to her head.

TBC


	2. Battle of The Minds

Disclaimer: I do not own the X-Men, Marvel does.

Authors Note: The Phoenix Saga has always fascinated me, and the fact that it chose Jean as a host fascinated me too. When I read a 'What if' issue on Storm possessing the Phoenix, that did it for me. I wanted to write a story about Ororo and the Phoenix force, and all the manifestations that she would go through wielding it. I hope I have some of these facts right for all of you Phoenix fans, I did my best. I am researching every aspect of the Phoenix force, and am trying to translate that information to this story. I Hope you enjoy!

Chapter Two

The Battlefield of the Minds

It was the most vacant land she has ever seen, no trees, no grass, no water. Ororo looked around, trying to decipher where exactly she was. She crawled on her hands and knees, fear gripping and tightening her chest. She looked down to see she was dressed, wearing a cotton tank top, and a pair of dingy old jeans.

"Ororo" it's him.

"Professor" she cried, darting her head from to and fro, trying to find him. She could suddenly sense him, but still could not find him. Her thigh grazing hair coiled around her body like a snake, the dirt making it stick together. Ororo gripped the red sand as she clawed her way through this unknown land.

'_How did I get here?' Ororo's mind was in shambles, her unsteadiness caused her arms and legs to tremble erratically. 'Where am I?'_

"We are in your mind" a voice boomed

"Who are you? Show yourself" Ororo demanded, attempting to stand, but failed.

"Ha ha ha. Are you giving me a command goddess?'' the voice asked, shaking the ground beneath her.

Ororo managed to stand to her feet, a trial masked by the seams of impossibility. Her legs felt as unsteady as jello, it seemed their usual task of supporting her was a job that even they struggled with.

"Ororo get back on the ground" there he was again. The Professor's voice echoed throughout the land, like it would in an empty room. He showed himself, appearing like a ghost, standing above her, protecting her.

"Professor, help me" she begged, reaching for him. He turned to look at her, her plea, all too familiar to him.

"Ororo" He knelt down and caressed her face like he would a child. She looked so battered, so weak, and so candid. "It will be alright, child" he said, comforting her.

"Oh, how sweet, the mentor soothing the hopeless pupil" Phoenix showed herself, hovering above them like a demonic force. Ororo scurried next to the Professor, pushing herself onto him. "Come now Ororo. You are a part of me, and I am a part of you. Can you not feel my presence, here?" The Phoenix asked pointing to her heart. Ororo stared at the Phoenix, her lips trembling, even as she tried to cool the dreadful look in her eyes, still to no avail.

"Here, on these grounds, in the battlefield of the mind, my power is a force" Professor proclaimed, standing to his feet.

"You amuse me you puny mortal. On any form, in any field, you can never beat me. I will help you remember that" The Phoenix said, taking on Ororo's form. "What do you prefer, Professor" she asked mocking him. Taking on Ororo's childlike form, she smiled, "Do you remember this day?" she circled Ororo and Professor. "I know you remember Charles, when this little street urchin tried to pickpocket you" Now, she changed into a young, vibrant Ororo. The Ororo Charles recruited, who was worshipped as a goddess, reverenced, adorned in her sheer silk skirt, thigh high slips on either side. Her black tiara pushed her mid back length white hair out of her beautiful face. Charles remembered that hot rainy day in Africa, when he asked Ororo to join him. "Yes! I hear it, the flutter of your heart. The mocking irony of this, mentor infatuated with pupil" Phoenix laughed as she saw the bewilderment in Ororo's eyes. "Oh, she didn't know" Like a bully teasing a nerd, she pointed from Ororo to Professor.

Ororo pulled herself away from them, curling into a fetal position as Phoenix began to paint a picture of blackness into Ororo's consciousness. The Phoenix flew to Ororo, becoming one with her again, once more regaining control of her mind, changing the atmosphere to a fiery hell. Now, Charles truly understood the difference between the mind of Phoenix, and the mind of Ororo. Once more, Ororo was caged in her own mind, unable to control anything.

"You mock me Phoenix, and still make no advancements. You will be stopped, no matter the cost"

"No matter the cost? The arrogance of you humans, your conceit will be the death of you" she said grabbing his neck. Charles looked the Phoenix in its milky eyes. "To get me out of her body, she would have to die, and even so, it is my decision to leave or stay. I choose to stay, understand that she is only a pawn, MY pawn" Phoenix threw Charles, his body hitting the ground, rigidly. Charles fought to his feet, ignoring the pain that burned along his back.

"You really think this mere woman is worth fighting for?" Phoenix asked pointing to Ororo.

"Yes" Charles said simply

"Hmm, I'm sure you will change your mind"

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"Lower the jet Scott" Jean demanded.

"Where?" he asked.

"Anywhere" she said, trying to contact Ororo, with no success. "Professor, have you made contact?" Jean asked looking back at Professor. _' He has made contact', _Jean watched as Charles' concentration focused on his power, trying to gain control of the Phoenix. Jean stood to her feet and rushed to the Professor, touching his mind.

"I am coming Professor"

The Professor allowed Jean to link with him telepathically, giving Jean access to Ororo's mind. It was dark, evil, a true hell if Jean ever seen one. Ororo was standing before Charles, eyes as evil as flames, a smirk of arrogance etched on her face.

"Welcome Jean" she greeted, extending her arm to her. Jean cautiously walked beside Charles, taking his hand in hers. "How sweet, a brief reunion before your deaths"

Jean extends her hand, tapping into the deepest depths of her mind to fight the Phoenix.

"You will not inhabit Ororo's mind any longer" Phoenix screamed in pain, grabbing either side of her head. Charles joined Jean in the fight, now that they had the Phoenix weakened, now was the time to attack, for he knew they may not get this chance again.

"You cannot stop me with your tricks humans" Phoenix reached out touching both Jean and Charles hand, controlling the very matter that made them existent. Jean felt a ripping at her mind, so painful a scream was impossible to conjure up. "You see? You are nothing compared to me" Phoenix bragged as she gripped her hold on their hands, tightening it. Charles parted his lips, struggling to speak against the pain. Phoenix raised her hand, as she did so; both Jean and Charles began to ascend in the air. "I know, with both of you being telepaths, you understand that when a being is destroyed in the mind, the body cannot survive" Jean's mouth frowned to a mere slit, gaining a chuckle from Phoenix. "I didn't think you needed my explanation" she chuckled.

"You can fight this Ororo. Do not let the Phoenix destroy you" Charles whispered, the very same thing he said to Jean. Charles felt Ororo's sting into his mind as she reached out to him, pushing past the Phoenix, breaking her concentration that held Charles and Jean afloat. Ororo's need to protect her mentor and friend gave her the courage and strength she needed to fight. Jean began to cocoon the Phoenix, as Ororo's consciousness extended to Jean and Charles, assisting them in the fight. Charles touched Jean's shoulder, and helped her cocoon the Phoenix.

"You cannot keep me here forever! When I am free, I will repay you two the courtesy" Phoenix promised before Charles and Jean trapped her, a battle postponed indefinitely. As Jean and Charles returned to their consciousness, they were stunned briefly, Jean falling to the jet floor, and Charles slumping in his seat.

"Jean" Scott yelled, putting the jet on auto pilot and running to his beloved. Rogue ran to Charles, gently placing his head on her shoulder, before he quickly regained consciousness.

"We must land now, Ororo is beneath us" Charles said weakly, pushing himself up in his chair. Jean slowly began to regain consciousness, steadily gathering herself in Scott's arms. Beast rushed to the pilot seat as he found a safe place to land. Gambit and Logan exited the jet, Logan quickly picking up on her scent. It surprised Logan how much the Phoenix's smoky scent has taken over Ororo's natural one.

"'Y got her?" Gambit asked, following Logan closely.

"Yeah, but her scent is off. Has to be the Phoenix" Logan informed as he followed her trail. Suddenly, Gambit felt a brief static impulse go off in his mind, something he has never experienced before. It was Ororo, he could sense her. Gambit pushed ahead of Wolverine, gaining his curiosity.

"What are ya doin' Cajun?" Wolverine asked trying to grab Gambit. He continued forward, rounding a curve, he saw a glimpse of her white hair.

"Stormy" he whispered, running to her unconscious form. He took off his leather trench and covered Ororo's naked body with it. Wolverine watched as Gambit effortlessly scooped her in his arms, holding her tightly, like it would be the last time he would ever hold her.

'_I'll be damned, the Cajun found her'_

"How did ya know she was there?" Wolverine asked as Gambit walked towards him, never taking his eyes off Ororo.

"She reached out ta me" he said simply. He didn't have a real explanation beyond that.

They walked back to the jet, Gambit never taking his eyes off Ororo, not even for a second. The ride back to the mansion was slow, Jean checking back with Ororo periodically. They all wasted very little time taking Ororo to the med lab. Gambit stayed in the waiting quarters the entire time. Test after test always came back inconclusive, unable to truly get an explanation on why Phoenix would continue to inhabit Ororo's mind. Jean understood Phoenix's infatuation with unknown and new emotions, now getting a run of a totally different view on feelings inhabiting Ororo's body. Ororo's skin looked so different, so…dark, blemished, scarred, not the same glow it once had.

Beast continued to run test, when Jean noticed her paddle brush sitting on the counter. She grabbed it, and pulled a seat beside Ororo; Jean gathered all of Ororo's hair and slowly began brushing, section after section. Ororo needed a shower, and a good shampoo, but she shouldn't have to walk around with messy hair. Jean began brushing Ororo's hair at the ends, then worked her way to her scalp, slowly detangling her hair.

"That feels wonderful" Jean looked at Ororo, after hearing her dry voice.

"Ororo" Beast sighed, taking her hand.

"You're awake" Jean said caressing Ororo's cheek. "How do you feel?" she asked, catching Ororo's blue eyes. '_Oh, how I have missed those beautiful sky blue eyes'._

"Lousy, I suppose" she answered quietly.

"I'll get you some water" Jean asked, quickly filling a Dixie cup with water.

"I feel like, like I…I do not feel like myself. I feel like someone else, I feel so, alive, Phoenix is giving me…"

"She's trapped Ororo. Professor and I…"

"No, Jean!" Ororo screamed, grabbing Jean's arm. "She won't stay like that forever. I can feel her, it's like a surge" Ororo said grasping her breast, as her hair began to float around her, like a witch brewing a potion, the energy in the room suddenly changed.

Jean was speechless; she placed her hands on either side of her head and coaxed Ororo to calm down.

"Focus Ororo, focus on your mind, will your control over her" Just as quickly as the energy in the room changed, it soon returned to normal with Ororo losing consciousness. Jean was exhausted, it seemed Phoenix was right, she wouldn't be trapped forever. Jean kissed Ororo on her forehead and left the med lab, giving Gambit access inside. Beast followed behind, after ensuring Ororo was safe and settled. Gambit cautiously walked inside, stunned by Ororo's sleeping form, she looked like Sleeping Beauty. He sat in Jean's old seat taking her petite hand into his. He brought it to his lips, repeatedly kissing it, and rubbing her softness against his cheek.

"Come back ta me chere" he whispered against her hand.

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"Professor" Jean yelled, opening the doors to his office. Both Scott and Charles turned to the exasperated red head, concern coating their features.

"Jean" Scott said with concern, running to her. Jean pushed past Scott and ran eagerly to Charles, squeezing his shoulders as she tried to catch her breath.

"It's Ororo" she said trying to catch her breath.

"What of her Jean?" Charles asked with concern.

"Phoenix, she's taking control"

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Wolverine sat on his favorite tree trunk in the woods, the very trunk that is about the same age as he is.

'_I'm so sorry 'Ro. I'm so, so sorry' _Logan, took a long whiff of his cigar, reveling in the taste of it as the smoke filled his lungs. He ruffled his already messy hair, a headache threatening to come forth. Phoenix seemed stronger, smarter, and hungrier with Ororo as a host.

'_That's strange, it's dark now' _Logan looked at his watch that read two o clock.

"She's back" he said running back to the mansion.

TBC


	3. Battle of The Minds Part 2

Disclaimer: I do not own the X-Men, Marvel does.

Authors Note: The Phoenix Saga has always fascinated me, and the fact that it chose Jean as a host fascinated me too. When I read a 'What if' issue on Storm possessing the Phoenix, that did it for me. I wanted to write a story about Ororo and the Phoenix force, and all the manifestations that she would go through wielding it. I hope I have some of these facts right for all of you Phoenix fans, I did my best. I am researching every aspect of the Phoenix force, and am trying to translate that information to this story. I Hope you enjoy!

Another Note: This is not the end, it is just part of the story!

Chapter Three

The Battlefield of the Mind Part: 2

"You can't trap me X-Men. You want this body returned?" They stared at her in awe, not one coherent thought forming in their desolate minds. "I will not give what does not belong to you. This body now belongs, to **ME. **Your destiny has finally come to its end X-Men" Phoenix glowed stronger than ever, her power clearly growing with every passing second.

"Storm, please. Let us help you." Jean screamed, hopelessly trying to reach out to her dear sister. Phoenix looked to Jean an evil smirk tugged at her lips, and turned the very soul of the red haired woman.

"You of all people should know, Jean, your Storm is no more!" Phoenix extends her hands, the matter of the world beginning to break down. Every particle, organism, and cell, seemed to separate from atom to atom, a feat seemingly impossible, now very probable. The host of every living thing deprived of the very minor, yet dependable microscopic property needed for it's very own survival. The X-Men couldn't keep their feet on the ground, they also took flight with the command of the Phoenix's hand. Scott Summers felt himself being pulled to Phoenix, fear now more present in Jean's green eyes, than they were mere moments ago. Scott struggled against Phoenix's hold, a futile attempt to free himself from her grasp. The X-Men only looked on, the very voice caught in the throat of Jean Grey as she and her teammates watched their leader being carried to an uncertain future.

"We meet again, Scott Summers'' she said bringing him so close, he could feel her breath against his face. As Scott looked onto the face, that once held so much beauty, his senses were alarmed by how much an evil presence could change so much, even the very skin of his dear friend. Phoenix sent her flaming sword to smite the absolute and worthless, a sharp blade penetrating the heart of every living being.

"What do you want?" he asked, gritting his teeth. Phoenix clicked her tongue, moving her disapproving index finger against his lips.

"Now, now, you should be a little more appreciative Cyclops. Have I not given you what you've asked? To have the woman you love spared, to free her as my host?" Scott responded with a blast of energy, allowing the rage of his eyes to surge through the chest of Phoenix. As it should have been enough to blow a hole through her heart, it only fed her already growing strength. "You humans truly must enjoy trying my patience" She pressed her hands against his chest, and Scott screamed in pain, a pain that he has never felt in his life. He felt as if his body were being ripped apart a thousand different ways, which internally, it was. "My power knows no comprehension X-Men! Destroying you will free me from the binds of the woman you once knew. Once I destroy you, I will regain my old destiny…with the stars" As Scott's wails reaches the ears of his teammates, Ororo briefly finds her sanity, the grief and destruction she was causing, breaking her heart. Just as quickly as her humanity surfaced, it was also buried, along with the life of Scott Summers. The red twinkle in Phoenix's eyes was like ruby flames, a look that will travel with him even in his death. She releases him, allowing him to fall to the gravel beneath, along with the remaining X-Men.

''Scott!" Jean cried, her voice echoing throughout the ears of the X-Men. They roughly fell to the Earth, the atmosphere around them still in the grasp of Phoenix. "Scott" Jean ran and collapsed at his side, shaking from her sobs. An emotion coursed through Phoenix, an unknown emotion, a feeling she never imagined she could feel. It echoed throughout her heart, a morning heart for Scott. Was it Ororo? It confused Phoenix, and she quickly silenced the sentiment speaking to her soul.

"Enough! Save your tears X-Men, you will soon be joining him" She once more extends her hands, and the Earth responds as it thunders her rage. Lightning strikes at the command of their new mistress. The anger Phoenix felt coursing through her veins only fueled her rage, a welcomed feeling that she has never felt before. She easily could consume Earth, she wanted to consume Earth, but not yet, she has business to tend to first. She sees Jean, crying over the smoking body of Scott Summers, a chuckle escaping her lips. Jean looks to her, her rage blinding her, deafening her to her comforting mentor.

"I will kill you!" Jean pledged, trembling with rage.

"Will you now?" Phoenix laughed. "I'd like to see you try" Phoenix used her power to bring Jean to her, Jean never struggled, but challenged her. Jean mentally blasts Phoenix, the pain causing Phoenix to lose her concentration. Jean felt stronger, being a previous host of the Phoenix force; her exorcism left Jean stronger than she was before the Phoenix possessed her. Phoenix left behind a mere fragment of her power, making Jean stronger beyond much measure. Using her telekinesis to stay afloat, the X-Men watched on in awe as Jean single-handedly fought on with her most desired enemy, cloaked as her sister.

"Mock me now Phoenix" Jean challenged.

"Release me" Phoenix cried out, the pain becoming unbearable. Phoenix reached out and grabbed Jean by the neck, forcing Jean to obey.

"You meddling foolish girl! You have just engraved your own tombstone" Phoenix effortlessly blasts Jean. Watching as she falls to the ground. Wolverine ran to catch Jean, and successfully protects her in his arms.

"Jeannie?"

"I am fine Logan" she assured weakly.

"Behold your creation X-Men!" Phoenix yelled. "I am past, future, and present. I am power!"

"You are without maturity- You are without wisdom- You are without a care for life- Without love there is only darkness. You must be stopped! We will stop you Ororo!" Professor Charles Xavier proclaimed.

"Will you?" she asked mockingly. The Phoenix rises once more, a psi war beckoning its begin. Pupil vs mentor and sister. The sky illuminates with electricity as the elements dances around the night with a roaring battle cry for it's true mistress. Even the elements, didn't like their new wind-rider, they fought with Professor and Jean, fighting for them to win. It was not the elements, it was Ororo, Professor sensed. The struggle between them is epic, and it scares Gambit to his core. He wanted Ororo to survive, but would much rather her dead as the goddess he knows than live as this hell-goddess now. Phoenix was known as the guardian of life, but now she is the bringer of death. How can you remind a mystical being of who it really is? Ororo's own pain fueled the Phoenix, unknowingly, the X-Men began the metamorphosis before Phoenix ever realized it began. As much as she hated Phoenix, she gave Ororo an outlet to infinite power, a freedom Ororo has always been denied. Never in her young life, has she ever felt so caged, yet so free, the combination was maddening as much as it was pleasurable. The stronger Phoenix became, the weaker Ororo's psyche became. As much as Ororo battled for control of the Phoenix, she also battled for control of her very own sanity. What was supposed to truly be hers, was now in something else's possession. Even with her struggle for dominance, Phoenix was still strong enough to kill Scott, as Ororo watched, front and center, and could do nothing. The temptation of giving in to the Phoenix is too great, and Ororo is tired of fighting…

SUDDENLY…..

The skies calm, like nothing even happened, no remnants of the storm the just was. Phoenix lit the small New York estate like a blazing sun, and now it only glowed like it did when it first possessed Ororo, humbly. Ororo's body was still like a statue, clearly unconscious, but Phoenix kept her a-flight. It seemed as if Phoenix was brighter, not as dark, not as…evil, but still Phoenix.

"You once risked your lives to save Jean Grey from the Imperial Guard's. For all your sacrifice, and undying love for her, you risk one of your very own to save her. Ororo **truly** is **no more**" The finality behind Phoenix's words causes' great grief to the X-Men. "I am very much Ororo as she is very much I, and without the other, one shall die" Phoenix tosses her head, and then quickly stops, opening her once dark eyes, now revealing blue ones. She descends to the ground, the X-Men getting a closer view of her, it's Ororo.

"My dear friends, how I grieve for you, and all I have harmed. I cannot stay here on this Earth, not at this time. I must go where I can be safe, and ensure that this world is safe. I hope you all will remember me for the good I have done, and not for this" Jean walked to Ororo, fighting to hold the tears within her emerald colored eyes. " Although, Scott did not cherish my life, I cherish his. The Phoenix and I will give him back to you. Tell him my story" Ororo hugged Jean tightly, allowing the tears to escape her blue eyes. Ororo then walks over to Gambit and touches his cheek tenderly.

"Please chere, don leave me" Ororo kisses Gambit, showering him with the love he has longed to show and give to her, a silent promise of her return.

"I forgive you my friends" she said looking on to the X-Men. "I love you all" Ororo kissed Gambit once more, allowed Phoenix to take possession.

"I will heal Scott Summers, and know X-Men, she truly does love you" A manifestation of a piece of Ororo's life force forms before them, and builds within Cyclops. Phoenix smiles and takes flight once more. The mythical bird manifesting, and with the blinding light of it's beauty, it disappears within skies.

"Stormy"

TBC


End file.
